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Allspring Global Investments Holdings, LLC filed Amendment No. 3 to Schedule 13G for Templeton Emerging Markets Fund (NYSE: EMF). As of 30 June 2025, the firm beneficially owns 799,716 mutual-fund shares, representing 5.3 % of EMF鈥檚 outstanding class. All shares carry sole voting and dispositive power; no shared authority is reported. The holding company classifies itself as a parent holding company / control person (HC) and indicates the position is held in the ordinary course for advisory clients, not to influence control. Subsidiary investment advisers Allspring Global Investments, LLC and Allspring Funds Management, LLC are listed in Exhibit A.

The filing triggers disclosure because ownership exceeds the SEC鈥檚 5 % threshold. While the stake size is modest in absolute terms, it signals continued institutional interest in EMF and may improve share liquidity and market visibility.

The Toronto-Dominion Bank (TD) is offering up to $3.695 million of Senior Debt Securities, Series H, structured as Market-Linked, Auto-Callable notes with Contingent Coupons and Contingent Downside Principal-at-Risk. The notes mature 13 July 2028 (approximately three years) but can be called as early as the second quarterly observation in January 2026.

Key mechanics:

• Underlying assets: common stock of Broadcom Inc. (AVGO) and NVIDIA Corporation (NVDA). Performance is based solely on the lowest-performing stock on each calculation day.
• Contingent coupon: 23.40% p.a. (鈮� 5.85% per quarter) paid only if the worst Underlying closes 鈮� 70 % of its starting price (the coupon threshold). Miss any threshold and that quarter鈥檚 coupon is forfeited.
• Automatic call: If, on any quarterly date from Jan 2026 to Apr 2028, the worst Underlying closes 鈮� its starting price, TD redeems at par plus that quarter鈥檚 coupon; investors then forgo future payments.
• Principal repayment: If not called, full face amount is returned at maturity only when the worst Underlying closes 鈮� 70 % of start. Otherwise, holders suffer a loss matching the Underlying鈥檚 decline beyond the threshold, with maximum loss of 100 %.

Economics & distribution: Issue price is $1,000, agent commission 2.325 % ($23.25). Estimated value is $949.40, reflecting internal funding rate, hedging and distribution costs. Notes are senior unsecured obligations of TD, carry TD credit risk, are not insured by CDIC/FDIC and will not be exchange-listed.

Risks highlighted:

• Potential loss of > 30 % and up to full principal if the worst Underlying breaches its downside threshold at final valuation.
• No participation in any price appreciation of either stock; return is capped at received coupons.
• Coupons are not guaranteed; investor may receive few or none over the term.
• Illiquid secondary market; sale prior to call/maturity may involve substantial discounts.
• Complex U.S. tax treatment (prepaid derivative), alternative IRS views possible; notes considered inappropriate for non-U.S. holders.

Bank of Montreal (BMO) is issuing $1.481 million of Capped Leveraged Buffered S&P 500® Index-Linked Notes due 18 Aug 2027. The $1,000-denominated senior notes pay no interest and the cash payment at maturity depends on S&P 500 performance versus the initial level of 6,263.26.

• Upside exposure: 180 % participation in any index gain, capped at a maximum settlement amount of $1,238.50 once the index rises 鈮�113.25 % of the initial level (23.85 % maximum return).
• Principal protection band: If the index finishes between 85 % and 100 % of the initial level, investors receive 100 % of principal.
• Downside risk: Below the 85 % buffer, holders lose about 1.1765 % of principal for every 1 % fall, leading to total loss if the index falls to zero.

The estimated initial value is $990.77, lower than the $1,000 offer price, reflecting structuring and hedging costs. The notes are unsecured obligations of BMO, not FDIC/CDIC insured, and will not be exchange-listed; secondary liquidity will rely on BMO Capital Markets. Investors face capped upside, full principal-at-risk beyond the 15 % buffer, complex U.S. tax treatment, and BMO credit risk. CUSIP 06376EQ96.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering Autocallable Securities linked to the S&P 500 Futures 40% Edge Volatility 6% Decrement Index (USD) ER. Each security has a $1,000 stated principal, a July 16 2025 pricing date, July 21 2025 issue date and will mature on July 21 2031 unless automatically redeemed earlier.

Automatic Early Redemption: On any of 21 quarterly valuation dates, if the underlying鈥檚 closing value is at or above the initial value, the notes are redeemed for $1,000 plus a preset premium starting at 25% (July 2026) and escalating to 150% (July 2031). After redemption, investors forgo further payments.

Payment at Maturity (if not called):

• Underlying 鈮� initial value: $1,000 + applicable final premium.
• Underlying < initial but 鈮� 60% of initial (final barrier): return of principal only.
• Underlying < 60% of initial: loss of 1% principal for each 1% decline (down to zero).

Pricing & Fees: Issue price is $1,000; underwriting fee up to $42.50 (4.25%); minimum proceeds to issuer $957.50. CGMI estimates the initial fair value at 鈮� $852.50, reflecting structuring and hedging costs. Securities are unsecured, unsubordinated obligations subject to the credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc. and will not be listed on any exchange, limiting liquidity.

Key Risks: Investors face full downside below the 60% barrier, no interest income, capped upside via fixed premiums, potential early redemption reinvestment risk, and exposure to a highly leveraged, decrement-adjusted index expected to underperform the S&P 500 Index. The underlying鈥檚 40% volatility target can impose up to 500% leverage, and a 6% annual decrement drags returns.

Morgan Stanley Finance LLC (MSFL) is offering Callable Contingent Income Securities due 15-Jul-2027 that are fully and unconditionally guaranteed by Morgan Stanley. The notes are linked to the price performance of Palantir Technologies Inc. (PLTR) Class A common stock and are issued under MSFL鈥檚 Series A Global Medium-Term Note program.

Key economic terms

• Stated Principal: $1,000 per note
• Tenor: 鈮� 2 years (Strike & Pricing: 11-Jul-2025; Maturity: 15-Jul-2027)
• Contingent Coupon: 30.00% p.a. (鈮� $75 per quarter) paid only if PLTR closes 鈮� Coupon Barrier (67 % of Initial Level) on the relevant observation date.
• Downside Threshold: 67 % of Initial Level; below this level at final observation, repayment is stated principal 脳 (Final Level / Initial Level), exposing investors to full downside, point-for-point.
• Call Feature: Callable in whole (not in part) on any of six quarterly redemption dates starting 15-Jan-2026 only if a risk-neutral valuation model indicates early redemption is economically rational for the issuer. If called, holders receive par plus any due coupon; no further payments thereafter.
• Issue Price / Estimated Value: $1,000 vs. 鈮� $970.80 (implies an initial issuer/structuring discount of ~2.9%).
• Sales Loads: $17.50 selling concession + $1.00 structuring fee per note (FINRA Rule 5121 affiliate distribution).
• Listing: Unlisted; secondary liquidity solely dependent on MS & Co. market-making.
• CUSIP/ISIN: 61778NKP5 / US61778NKP59

Investor payoff profile

• Income potential: Up to 30 % annualized yield, but coupons cease entirely for any period in which PLTR < Coupon Barrier.
• Principal risk: 33 % buffered only; a 鈮� 33 % decline in PLTR at final observation produces one-for-one capital loss, down to zero.
• No upside participation: returns capped at coupons; investors forgo equity appreciation.
• Issuer early-call risk: The notes are most likely to be redeemed when coupons are rich for investors; reinvestment risk at lower prevailing yields.

Cost, valuation & liquidity considerations

• Estimated value is below issue price due to embedded distribution/hedging costs and MS鈥檚 internal funding rate.
• Secondary market price is expected to be at a discount to par and could be materially lower than estimated value once dealer bid/offer and credit spreads are incorporated.
• Notes are unsecured obligations of MSFL; repayment relies on Morgan Stanley credit profile.

Primary risks highlighted by the issuer

• No guaranteed return of principal or interest; potential total loss.
• High dependence on PLTR price path and point-in-time observations; coupons may never be paid.
• Model-driven call feature favors issuer.
• Limited or no secondary market; investors should be prepared to hold to maturity.
• Uncertain U.S. tax treatment; potential 30 % withholding for non-U.S. holders.

Overall, the securities may appeal to income-seeking investors comfortable with equity-linked downside risk, issuer credit risk, early-call exposure and illiquidity. They are not suitable for investors requiring capital preservation or full participation in PLTR upside.

Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.) is offering unlisted, principal-protected Market-Linked Securities tied to Alphabet Inc. (GOOG) that mature on 22 Jan 2027 (鈮�18 months). The notes carry no periodic coupons; investor return depends solely on Alphabet鈥檚 price on the single valuation date (19 Jan 2027).

• Stated Principal: $1,000 per note, repaid at maturity provided Citigroup meets its obligations.
• Upside Participation: 100% of Alphabet鈥檚 positive price change, capped at a maximum return of 鈮�$92 per note (鈮�9.2%).
• Downside: If Alphabet is flat or declines, investors receive only principal鈥攏o upside, no coupon, and purchasing-power loss risk.
• Pricing: Issue 22 Jul 2025; estimated value 鈮�$925 (鈮�7.5% below issue price) reflecting structuring & hedging costs. Underwriting fee up to $14.75 (1.475%).
• Liquidity: Not exchange-listed; CGMI may make a market but can withdraw at any time; secondary prices likely below issue price.
• Credit Risk: Payments depend on Citigroup Global Markets Holdings Inc. and Citigroup Inc.
• Tax: Expected to be treated as contingent payment debt instruments; U.S. Holders accrue imputed interest; Section 871(m) unlikely but final status set on pricing date.

Investment thesis: Suitable only for investors seeking limited, capped equity upside with full principal protection and who are comfortable with Citigroup credit exposure, no dividends, and restricted liquidity. The structure underperforms direct Alphabet exposure if shares rise >鈮�9.2% or pay dividends, and may underperform conventional fixed-income instruments in a flat or declining equity scenario.

Citigroup Global Markets Holdings Inc. (guaranteed by Citigroup Inc.) is offering Contingent Income Auto-Callable Securities due July 2027 that are linked to the common stock of RH. Each $1,000 security pays a quarterly contingent coupon of at least 4.825% (鈮�19.30% p.a.) when the RH closing price on the relevant valuation date is at or above the Downside Threshold Price (50% of the Initial Share Price). Missed coupons can be recovered if the underlying subsequently closes above the threshold, but only if this occurs before maturity or early redemption.

The notes may be automatically redeemed on any quarterly potential redemption date starting July 2026 if the RH closing price is at or above the Initial Share Price; investors then receive $1,000 plus the applicable coupon (including any unpaid coupons) and no further payments. If not redeemed early, the notes mature on 21 July 2027.

Principal is at risk. If held to maturity and the Final Share Price is below the Downside Threshold, holders receive $1,000 plus the product of $1,000 and the Share Return, resulting in a loss that could reach 100% of principal; no coupon is paid at maturity in that scenario. Investors do not participate in any upside appreciation of RH stock and do not receive dividends.

Key structural terms

• Issuer: Citigroup Global Markets Holdings Inc.; Guarantee: Citigroup Inc.
• Issue Price: $1,000; Estimated value on pricing date: 鈮�$907.50 (below issue price)
• Underwriting fee: $20; selling concession: $15; structuring fee (Morgan Stanley Wealth Management): $5
• Listing: none; secondary market liquidity is expected to be limited and solely at CGMI鈥檚 discretion
• CUSIP / ISIN: 17333LLA1 / US17333LLA16
• RH closing price on 9 July 2025: $203.27 (illustrative only; Initial Share Price will be set 10 July 2025)

Risk highlights include potential total loss of principal, uncertain coupon payments, credit risk of both Citigroup Global Markets Holdings Inc. and Citigroup Inc., illiquidity, and an estimated value meaningfully below issue price due to placement fees and hedging costs. The product is intended for investors who can understand structured products, accept loss of principal, and are seeking high contingent income rather than equity upside.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured Market-Linked Securities that mature on 24-Jun-2027 and are linked to the worst performing of the Nasdaq-100 Index庐 and the S&P 500庐 Index.

Key structural terms

• Denomination: $1,000 per note.
• Pricing / Issue dates: 18-Jul-2025 / 23-Jul-2025.
• Upside: 100 % participation in the index appreciation of the worst performer, capped at a Maximum Return 鈮� $143 (鈮� 14.30 %).
• Downside: 1-for-1 exposure to any decline in the worst performer, but losses are limited to 鈭�$50 (鈭�5 %) of principal at maturity.
• No interim coupons, no dividend pass-through, and no principal guarantee.
• Credit exposure: payments depend on the creditworthiness of Citigroup Global Markets Holdings Inc. and Citigroup Inc.
• Liquidity: the notes will not be listed; secondary market, if any, will be made on a best-efforts basis by CGMI.
• Issue price vs. value: investors pay $1,000; the estimated value on the pricing date is expected to be 鈮� $917 (鈮� 9 % discount to par) reflecting structuring and hedging costs.
• Underwriting fee: up to $22.25 (2.225 %) per note; proceeds to issuer 鈮� $977.75.

Illustrative outcomes

• If the worst index rises 5 % 鈫� investor receives $1,050.
• If the worst index rises 鈮� 14.30 % 鈫� payoff is capped at 鈮� $1,143.
• If the worst index falls 2 % 鈫� investor receives $980.
• If the worst index falls 鈮� 5 % 鈫� investor receives $950 (maximum loss).

Risk highlights

• Potential loss of up to 5 % of principal; no interest income.
• Performance driven by a single observation (valuation date), exposing investors to adverse one-day moves.
• Return is limited; the structure will underperform a direct equity investment if index gains exceed the cap or if dividends are material.
• The embedded credit, liquidity, valuation and model risks outlined in pages PS-5 to PS-7 of the supplement apply in full.

Investor profile: suited to investors seeking moderate equity exposure with clearly defined downside (-5 %) and prepared to accept a capped upside, no income, complex tax treatment (contingent payment debt instrument), and the credit risk of Citigroup.

Citigroup Global Markets Holdings Inc., guaranteed by Citigroup Inc., is offering unsecured, senior market-linked notes tied to the share performance of Amazon.com, Inc. (AMZN). The $1,000-denominated securities pay no periodic interest; instead, investors receive at maturity (22 Jan 2027) the principal plus a return equal to 100 % of AMZN鈥檚 price appreciation, capped by a maximum return of at least $90 (鈮�9 % of face value). If AMZN鈥檚 closing value on the valuation date (19 Jan 2027) is 鈮� its initial value, holders are repaid only principal鈥攏o upside, no coupons.

• Issuer: Citigroup Global Markets Holdings Inc.; full and unconditional guarantee by Citigroup Inc.
• Pricing / Issue dates: 17 Jul 2025 / 22 Jul 2025
• Upside participation: 100 % subject to the above cap
• Estimated value: 鈮� $925 per note on pricing date, below the $1,000 issue price
• Fees: Underwriting up to $14.75 (1.475 %) per note; proceeds to issuer 鈮� $985.25
• Listing: None; CGMI may provide, but can withdraw, secondary market liquidity

Key risks (selected from PS-5 to PS-7): credit risk of Citi entities, zero interest income, capped upside, potential real-value loss through inflation, liquidity constraints, secondary market pricing below issue price, and complex U.S. tax treatment as contingent payment debt instruments. The notes suit investors seeking limited-term principal protection with modest capped equity exposure and who can bear illiquidity and issuer credit risk.